Best of enemies
by Alt-format
Summary: Megatron decides that Starscream is more trouble than he is worth and tries to kill him, but he is saved by the Autobots. Megatron orders the Decepticons to kill Starscream if they see him, and Knock Out soon inadvertently gets caught in the crossfire. Part one of my personal battleground mini continuity.
1. Chapter 1

**Author's note**

 **This is the first installment in my personal mini continuity which I have named Battleground. This story is complete, so expect frequent updates.**

 **Based in a fictional point in Transformers: Prime season three wherein the Autobots are still in their original base in Jasper, Shockwave is on Earth without the Predacon, and the episode Thirst has happened. It is about three years after season one.**

 **(At the time that I posted this, my knowledge of events in seasons two and three of TF:P is solely from other fanfics and fanart. Please excuse any timeline errors that may result from this.)**

 **I am purposefully going really OoC with these characters, it's part of the plot.**

Chapter one

Megatron knew everything that Starscream did, good or bad. And his list of mistakes was already far larger than that of what he'd gotten right. Why had he let the fool come back after going rogue? He wasn't useful anymore, not that he ever really was. Starscream had overstayed his welcome again, and his failures were just annoying now. He would have to pay the price. Soon.

And Knock Out. Several years back, when the Decepticon Space Bridge exploded and left Megatron in stasis, he had managed to become second in command under Starscream. Where his loyalties truly lay had been questionable ever since. To Megatron, the idea of a medic as second in command was laughable, but it had happened. Perhaps the one good thing about Knock Out and Starscream was their unpredictability. When they teamed up, you never knew what would happen, although it usually wasn't very good. Like when they accidentally created the Terrorcons. Megatron would have to watch Knock Out. Never mind that he was the only medic; Shockwave could take his place if need be.

Starscream would have to be eliminated, though. He was far too dangerous to let live.


	2. Chapter 2

Chapter two

Starscream could not think of what he had done recently to make Megatron want to kill him. But apparently there was something that he couldn't quite remember, for that was exactly what he was trying to do.

Starscream wanted nothing more than to escape Megatron's wrath, and so he had taken to the air in retreat. Megatron was gaining on him every second, and was already uncomfortably close. He pushed himself to go faster, though his thrusters were already screaming from overuse. All he needed to do was outrun Megatron, but that had never worked very well for anyone.

Seconds later, a blast from one of Megatron's guns flew harmlessly above him. A second, more accurate shot passed inches away from his wingtip. Had it been anyone else, a dogfight would have started then and there. But Starscream simply whimpered and banked hard to the left so he was harder to hit.

This, of course, didn't deter Megatron. He just laughed and shot Starscream's tailfin off.

Starscream cried out in a mixture of pain, shock, and fear before falling into a steep nosedive. His engines cut out halfway to the ground, and the last thing he heard was Megatron's maniacal laughter far above him.


	3. Chapter 3

Chapter three

Megatron watched Starscream's graceless descent to make sure that he wouldn't get up again. Much to his dismay, a Ground Bridge portal opened up on the ground below.

"Autobots," Megatron hissed.

The Ground Bridge did indeed below to the Autobots, and as Bulkhead stepped out he looked up just in time to catch Starscream before he hit the ground.

Megatron growled. The Autobots had interrupted his plans too many times, and this time he was going to finish the job before worrying about them.


	4. Chapter 4

**Author's note**

 **I'd like to thank everyone who has followed and reviewed this story so far. This chapter is for you!**

 **And here is the first appearance of the Autobots.**

 **I'm not sure when Starscream transformed back to robot mode.**

Chapter four

Starscream woke up to the Autobots staring at him, with Bulkhead holding him upside down.

"Starscream." Arcee growled, and leveled one of her pistols at his head.

"Arcee, wait." Optimus Prime held up his hand to signal her to stop, and turned his attention to the Decepticon. "What happened, Starscream?"

Starscream floundered for a minute, truing to get over the shock of the last several things to happen to him. "Megatron shot me down…"

Arcee interrupted him angrily, "don't lie to us."

"I'm not!" Starscream whimpered as Arcee shoved her gun at his face again. "Why would I lie abou-…" He never finished his sentence because Megatron landed in front of them, causing Bulkhead to drop Starscream.

"Starscream is mine." Megatron stepped forward, smirking.

Starscream scrambled backwards as Megatron advanced on him, blade at the ready. "Please don't hurt me…"

"Begging for your life, Starscream?" Megatron made a hmm-hmming sound that could have been a laugh. "You really are pathetic.,"


	5. Chapter 5

**Author's note**

 **I apologize for the extremely short chapters, I have a hard time finding the inspiration for longer ones.**

Chapter five

Megatron drew his blade back, more than ready to finish what he started.

"Megatron, stop." Optimus stepped between the two Decepticons.

"Out of my way, Prime," Megatron growled, shoving Optimus aside. "Good news, Starscream, you'll never fail anyone again."

Bulkhead saw what was about to happen and grabbed Starscream's head, pulling him put of the way.

Megatron's blade plunged deep into the ground. By the time he got it unstuck, the Autobots and Starscream were already gone. He let out a long, loud roar of pent-up rage.


	6. Chapter 6

Chapter six

"So you weren't lying when you said Megatron wanted you dead," Arcee mused. "I don't see why we didn't oblige him." She glared accusingly at Optimus and Bulkhead.

"Now, Arcee," Optimus chided, "if we allowed him to be killed we would be no better than the Decepticons themselves."

"I saved him because I knew it was what you would've done, Optimus," Bulkhead grunted. "Otherwise he would be offline now."

"Ehm, excuse me, I am sitting right here, you know." Starscream was seated on Ratchet's examination table with his hands cuffed behind his back.

Arcee ignored him. "He's notoriously treacherous, even the Decepticons don't rust him! What is he worth to us? Certainly not a new ally."

"Every sentient being deserves a second chance," Optimus started.

"Which we have already given him."

"And since he was second in command, he could supply us with valuable information. " Optimus said this mostly as an attempt to pacify Arcee, and it worked, to an extent.

Arcee resigned herself to glare at Starscream, hatred and suspicion evident in her expression.


	7. Chapter 7

Chapter seven

Megatron was not happy. In fact, leaving it at that would be quite an understatement. He was almost angry enough to punch Soundwave. But he could hold his rage a little longer. "Soundwave! Get Shockwave and Knock Out in here immediately!"

The Decepticon warlord waited impatiently for the two scientists to arrive at his command room.

When they arrived, though, all he said was, "Starscream has betrayed us again. If you see him, kill him on site."

 **Author's note**

 **As far as I'm concerned, Megatron has to be very angry to punch Soundwave.**


	8. Chapter 8

Chapter eight

"I'm assuming that it would be asking too much for you to uncuff me?" Starscream asked only after Arcee had gone on patrol.

Bumblebee beeped in response.

"I have no idea what that means, but I'm going to take it as a no."

Bumblebee nodded. The two made no further attempt at communication.

Ratchet, having already reattached Starscream's tailfin, was busying himself with minor repairs around the base, and doing his best to ignore the rather traumatized 'Con. Optimus and Bulkhead had left to finish the mission that they had started when they found Starscream.

Quite some time later, Arcee returned. She glanced at Starscream, huffed, and strode purposefully over to Ratchet. "The 'Con's still here?" she asked, making no attempt to hide her annoyance.

Ratchet sighed. "Yes, Arcee. Starscream is still here, and will remain here until further notice."

"Optimus and Bulkhead haven't come back yet, I see. It could be a trap."

"If it were a trap, it would've sprung by now." Ratchet dismissed Arcee's paranoia with a wave of his hand.

Starscream felt at that moment that if he made any movement, then nothing would be able to save him from Arcee.


	9. Chapter 9

Chapter nine

Knock Out sat alone in his laboratory. Something wasn't quite right about Starscream's appearance. It wasn't that he wouldn't go rogue; it was just the reasoning behind it. Knock Out knew that Starscream valued his status as second in command more than most other things, if only because he would be the one to take charge should anything happen to Megatron.

The only thing that would prompt him to give up his position was a threat to his life.

And Knock Out was sure that he knew who that threat was. If he was right, then he could be in trouble too.


	10. Chapter 10

Chapter ten

"Starscream, I would like you to answer some questions and we'll decide what to do about you based on your answers." Optimus didn't wait for a response; he just kept talking. "Why did Megatron want to kill you?"

Starscream opened he mouth to answer, but stopped, finding that he didn't have anything to say.

"That's okay, take your time." Optimus could see that Starscream didn't have any real answer to his question.

"I…honestly don't know. "

"He's lying again." Arcee had one of her guns ready just in case she needed it.

"No, he's not." Optimus pushed Arcee's gun down so it was pointing harmlessly at the ground. "He has nothing to lose for telling the truth, nor anything to gain from lying. He would not take the risk."

Starscream was surprised. The Prime knew him so well and yet still had faith that he could change, and was willing to forgive him. He felt a twinge of guilt deep in his Spark, because he knew he didn't deserve such faith or forgiveness, or to even still be online. He held onto that feeling, knowing that it came from that part of his Spark which hadn't yet been corrupted. The part that he wanted – needed - to resurface. He realized in that moment that the worst that could ever happen to him was to be rejected by the Autobots. He just hoped that it wasn't to late to switch sides.


	11. Chapter 11

**Author's note**

 **As requested by several of my readers, I'm condensing several chapters into one.**

 **This was originally four chapters.**

Chapter eleven

Soundwave stared at the computer screen in front of him. He had been scanning for Starscream all day, but had received only negative results. A lesser bot would have given up by now, but Soundwave knew that both patience and persistence pay off.

Soundwave was going to find Starscream no matter how long it took. And then he would pay for betraying the Decepticons.

Soundwave was loyal to Megatron, and didn't question for a second if Starscream had truly betrayed them, or if perhaps he was right.

* * *

"No. We can't expect the Decepticon second in command to just switch sides." Arcee was adamant that they should not let Starscream join the Autobots.

"Arcee," Optimus sighed, "give him a chance to prove who he's loyal to."

Bumblebee beeped in agreement.

Bulkhead grunted. "Looks like you're outvoted, Arcee."

Arcee buffed and glared at the other Autobots.

Ratchet turned to Starscream. "We've decided that you can stay."

Starscream smiled. "Thank you all. I promise I'll prove my loyalty."

"Sure you will," Arcee mumbled. "To the Decepticons," she thought.

* * *

Shockwave stood just inside the door to Megatron's command room. Megatron had called him in two hours before, but all he'd done since the scientist had arrived was stomp around grumbling unintelligibly. Shockwave was tempted to ask what he wanted, but quickly decided that Megatron would shoot his head off if he did.

Megatron suddenly stopped pacing, turned to Shockwave, and yelled, "I want Starscream offline now!"

Shockwave nodded. "I realize that, sir."

"Go see if Soundwave has found anything yet."

"Yes, sir." As Shockwave left, he passed Knock Out, who seemed to be steeling himself for something. Shockwave didn't stop to ask. He assumed that the smaller bot had been caught street racing again.

Knock Out walked into Megatron's control room and cleared his throat to announce himself. "Um, Lord Megatron?"

Megatron was still to angry to do anything other than yell, "Starscream must be killed! "

"Yes, um, that's why I came. Why?"

Megatron whirled on him. "Because he's a danger to our cause! Why, are you thinking of joining him?!"

"Uh, no, just wondering…" Knock Out quickly retreated.

* * *

Starscream tried not to flinch under Arcee's oppressive glare. He was attempting not to look at her, or anything else. In fact, he was trying very hard not to even move. He was sure that if he so much as shifted she would put a hole in him.

Optimus had left Starscream and Arcee in charge of base operations while he and the other Autobots went on a mission. When they had left, Arcee had decided that there wasn't anything that she trusted Starscream enough to operate. So after a dozen refusals of help by Arcee, he simply sat and watched her do all the work. After a while he had figured out that this must be a test of some sort. When he tried to tell Arcee, though, she threatened to shoot him if he didn't shut up.

He had a feeling that if it was a test, they were both going to fail miserably.

When Optimus returned he took one look at them and said, "you didn't let him do anything, did you, Arcee?"

"No, sir." Arcee sounded strangely proud.

Optimus shook his head. "This was a test, Arcee, and you failed."

"What?! Failed? I thought that was what you're supposed to do with spies!"

"He's not a spy, Arcee." Optimus shuttered his optics. "Starscream, you listened to Arcee's orders even though you knew she was wrong. You passed."

"Thank you, sir." But Starscream thought that Arcee was right.

 **Author's note**

 **When I was writing the story, the odd numbered chapters were focused on the Decepticons, and the even numbers on the Autobots.**

 **I know that transformers don't actually have throats to clear, but I needed some way to announce himself, and that was what I came up with. It is, after all, the cliché way for someone to make their presence known.**

 **And Arcee is extremely OoC… my excuse is that I can't seem to write her effectively any other way.**


	12. Chapter 12

**Author's note**

 **This chapter would've been uploaded sooner, but I was helping my dad stack wood.** **It's twenty degrees outside!**

 **Again, this is four chapters together.**

Chapter twelve

Megatron addressed his assembled troops. "Starscream has betrayed us once again. I want you to thoroughly search any area be has been known to frequent. When you find him, alert me of his position and engage immediately. If you haven't offlined him by the time I arrive, I'll finish him myself." Megatron's voice grew louder as he finished his speech. "I want him exterminated as painfully as possible. I want him to suffer. Understand?"

A chorus of, "yes, sir!" rang out as every Decepticon received their orders.

* * *

"Please let me fight, sir." Starscream asked Optimus. "I know I'm more useful on the field than here."

"That may be true, but I am sure that the Decepticons are under orders to kill you on sight. It would be safer for you to remain hidden here until things quiet down again." Optimus paused. "And please don't call me 'sir' like that. I don't crave authority like Megatron does."

"Yes, sir. Er… um…" Starscream laughed at himself. "I guess old habits die hard…"

Optimus smiled. The bot that Starscream was meant to was slowly surfacing. And he was surprisingly likeable.

Bulkhead laughed. "They sure do, Starscream, they sure do."

* * *

Knock Out idled in his sports car alt-form on the crest of a hill overlooking an emerald green forest. He would probably get in trouble for sneaking out and street racing, even if this time he was thinking, not racing.

He didn't understand what Starscream had done to make Megatron so mad. He had tried to ask Megatron himself, but he had expertly dodged the question. Knock Out wasn't surprised at this reaction. The threat, though, seemed unnecessary. Megatron knew he was too cowardly to leave. He sighed and pulled down the dirt road, disappearing into the shadows.

* * *

Jack was in college now, and wouldn't back for summer vacation for another month. But the Autobots decided to tell Raf and Miko about Starscream.

"He's a bit of an enigma, isn't he?" Raf said to Miko.

"A what?" Miko asked.

"You know, like a paradox?"

"Nope. No idea."

"Unexplainable, confusing. "

"Oh, why didn't you say so before?"

"I can explain him, Raf," Arcee said. "He's an evil spy. Plain and simple."

Miko laughed. "I don't think spies or Decepticons are plain or simple."

"Just give him a chance," Optimus said. "I believe he truly wants to change."

"I so. And I'll prove myself," Starscream said.

 **Author's note**

 **I don't know why I wrote that Knock Out was on a dirt road. It's not really like him, is it? But it is one of the rare moments of description in this story. I like him, but unfortunately he's a coward and a narcissist…**

 **Miko always struck me as the kind of girl who wouldn't understand what all of those uncommon words like 'enigma' meant, and Raf always seemed like the kind of person to use them, thus this conversation was born. Mostly as comic relief.**

 **More to come!**


	13. Chapter 13

**Author's note**

 **Now for some real action. Things are really starting to heat up!**

Chapter thirteen

Knock Out slowed as he reached a sharp turn in the road. There was something green and shimmering around the corner. A Ground Bridge.

'Theirs, or ours?' He thought, backing into the dense undergrowth that grew along the road. He wasn't taking the chance that it was the Autobots. Then again, if it was Megatron, he could get in trouble for spying. Not that he wouldn't be in trouble anyway.

Of course, if it belonged to the Autobots, he should jump through and figure out where their base is. That would keep him off Megatron's bad side for a while.

But even that wasn't a 'get out of jail free' card. The favour would only last so long, and after that he could end up in more trouble than before. 'The risks outweigh the benefits.' He decided, turning his lights off.

It was a good thing he was hiding, because it was Megatron and Shockwave who came through the Ground Bridge. And they were talking about him.

"…Watch on Knock Out." Megatron was saying.

Knock Out shuddered. Of course it wasn't good.

* * *

Starscream was finally alone, in the room, anyway. Arcee had called it 'solitary confinement'- and ended up in an argument with Optimus. But, then, there wasn't lock on the door, so it wasn't very good comparison.

At least it gave him a chance to think. Optimus seemed like he didn't mind him, Arcee hated him just as much as she had three years ago, Ratchet couldn't care less, and Bulkhead and Bumblebee trusted Optimus' judgment.

Then he realized something. He was alone in the room with nothing to stop Arcee from just coming in. He jumped when Optimus walked in.

"Arcee doesn't want you alone because she doesn't trust you." Optimus sat next to Starscream. "I don't want you alone because I don't want her to hurt you."

"I was thinking about that myself," Starscream admitted, looking up at Optimus.

"I'm assuming that's why you jumped when I came in."

"Yes. You noticed that?"

"You practically jumped through the roof." Optimus was trying to make Starscream feel welcome, and it worked.

Starscream laughed. "She doesn't seem to realize that I'm just as scared of her as she's angry at me." He sighed. "I'm a coward."

"That may be why you're still online."

* * *

Megatron paused. He saw a glint of red in the bushes. Or maybe it was his imagination; he had been talking about Knock Out, after all. But he had never been wrong about spotting a possible threat before.

Knock Out barely suppressed a whimper. Megatron had spotted him; or was he just being paranoid?

Megatron chuckled and motioned at Knock Out's hiding spot. "See, Shockwave, I told you to watch him. It looks like Knock Out is trying to spy on us."

"Which is something he is not suited for," Shockwave snickered, "considering that he is red. Very noticeable in a forest."

Knock Out groaned. Looks like all of that racing was about to pay off. As Megatron started shooting, Knock Out's engine roared to life. He burst out of the underbrush, fishtailing back in the direction he had come from.

Something exploded in front of him. 'Scrap,' he thought. He'd forgotten that Shockwave had such a long range. He winced as his undercarriage scraped against the side of the hole. He quickly thought over his options and sent an SOS to the Autobots.

He just hoped that they would help.

* * *

An alarm sounded overhead, and Starscream and Optimus rushed into the control room. Seconds later, Arcee tromped in. "What did Starscream do?"

Starscream his behind Optimus.

"It's a Decepticon distress signal," Ratchet reported, pulling the information up on The computer screen, "from Knock Out."

"Knock Out? That narcissist?" Arcee laughed. "What's his distress, scratched paint?"

Optimus silenced her with one look. "This could be serious. Starscream, you wanted to help, come with me. You know Knock Out."

Starscream nodded.

 **Author's note**

 **And Knock Out has officially been caught up in the chaos. He'd better buckle up, because it's gonna be a bumpy ride!**

 **And I know that Optimus doesn't normally joke, but as my dad said, sometimes a joke is the best option in some situations.**


	14. Chapter 14

Chapter fourteen

Knock Out skidded to a stop, brakes squealing in protest. A Ground Bridge had opened up in front of him, but he wasn't sure if it was safe. A soft breeze drifted through the trees, carrying Megatron's angry voice yelling at Shockwave to follow the engine noise.

Knock Out decided that whatever was on the other side of the Ground Bridge was safer than the forest. His tires spun for a second before he shot forward through the portal.

Megatron and Shockwave came into range and started firing at Knock Out and the Ground Bridge. One blast hit Knock Out in the tailpipe, suddenly tripling his engine noise.

* * *

Knock Out all but flew through the Ground Bridge before Optimus and Starscream had a chance to go through. Several gunshots followed him, hitting the floor and making little notches where they landed. Knock Out's engine was deafening; his tailpipe was missing.

The noise dwindled down to silence as Knock Out turned back to his regular form. "Thank you. I wasn't sure if you'd help me." Energon slowly dripped down his side, pooling on the floor.

"The 'Con said thank you. I'm surprised." Arcee motioned to the other Autobots. "It was their idea to help."

"Please stop complaining, Arcee." Optimus sighed. "You're going to make my processor ache."

"She's always like that?" Knock Out asked.

"Pretty much," Bulkhead answered.

Knock Out turned to Starscream. "So this is where you ended up. You know, I'm under orders to kill you but Megatron just shot my tailpipe off so I'm not exactly in the mood to do what he says."

"He shot my tailfin off," Starscream agreed. "Looks like we have the same problem."

Ratchet glanced at the Energon on the floor. "Follow me, Knock Out. We need to get you fixed up."

* * *

Megatron growled and turned to Shockwave. "You're the medic now."

Shockwave's optic widened. "Me, sir? I don't know anything about…"

"You're a scientist. Figure it out."

"Yes, sir." Shockwave knew that there was no arguing with Megatron when he was angry. He'd try to talk some sense into him later when he calmed down. He'd do his best until Knock Out came back. And he would be back, eventually.

Megatron turned to his alt-form and flew away.

Shockwave sighed. Left alone again, even if he didn't want to be with an angry Megatron.

* * *

"What happened, Knock Out?" Optimus asked. The base was getting crowded with Decepticons. And the same story.

"I was in the wrong place at the wrong time. The fact that I was in the forest had nothing to do with Megatron." Knock Out shook his head. "And Megatron tried to shoot me for spying!"

"I've heard a similar story before," Arcee grumbled. "But if what you say is true, then Megatron is losing his touch. And his allies."

"And his processor." Knock Out grimaced. "It's just making things worse. For both sides."

"What's he going to do without his second in command and his medic?" Starscream asked.

"Who said he could stay?" Arcee received a sharp look from Optimus. She revised her statement. "Wanted to stay?"

 **Author's note**

 **Poor Shockwave, gets stuck with a job he doesn't even know how to do...**


	15. Chapter 15

Chapter fifteen

"I've been thinking, Lord Megatron," Shockwave said.

"Of course you have, Shockwave. That's your job," Megatron grumbled. "But that's not what you came to say."

Shockwave flinched. Megatron had been acting strange since Starscream left. "About Knock Out… how could he have known where we were going to talk? He couldn't have because you didn't even tell me."

"He was listening, wasn't he?"

"Well, yes, sir. But we both know that he's a coward. He probably thought that we were Autobots and hid. He doesn't want to fight because he doesn't want his paintjob scratched. Narcissist."

"You may be right, but he still knows my plans."

"Sir?"

* * *

'This is not a test,' Knock Out thought. 'It's just sitting in a room with Starscream.' But it certainly felt like a test, especially since he was sure that one of the Autobots was guarding the door.

As if reading his thoughts, Starscream said, "he's there to keep Arcee out."

"You read my processor."

"I read your expression."

Knock Out laughed. "Well, don't say anything you don't want them to know," he joked.

"I don't have anything to hide."

Knock Out cast a sideways glance at Starscream. "Except you past."

"I'm not hiding from it. We can't let our past mistakes define us."

"You sound like a tape recorder." Knock Out laughed at the annoyed look Starscream gave him. "Most of the Autobots' mistakes were because of bad Intel. What they need is a spy."

"Are you offering?"

Knock Out paused. "Maybe." He looked back at the door. "Those walls cannot be soundproof."

"They aren't." Optimus walked in. "And you're right that we need a spy… as Starscream said, are you offering?"

Knock Out grinned. "Are you looking?"

Starscream smirked. "And I thought you were a coward."

"Who says I'm not?"

* * *

Megatron walked in on Soundwave just as be picked up an incoming transmission. "You finally found something?"

Soundwave shrugged, turning the comm link on.

"What do you want?" Megatron barked, annoyed that Soundwave still hadn't found what he was looking for.

"Lord Megatron?" Knock Out's voice was barely recognizable over the static.

"Knock Out." Megatron snickered. "I've been waiting for you to check in."

"Yes, I want back in, but we need to talk."

"Of course. I'll have Soundwave send a Ground Bridge immediately. "

"How do I know you won't shoot me?"

"Now, Knock Out, why would I shoot my own medic?" Megatron tried to sound agreeable but still sounded menacing.

"You didn't seem to have that same philosophy earlier. Still, I'd rather meet here."

"Brave words from one such as yourself. But, very well. Soundwave, send a Ground Bridge to Knock Out's coordinates."

* * *

It was a risky plan send Knock Out back to the Decepticons as a spy. One that had a lot of factors that could go wrong. But also worth the risk if it worked. Knock Out was sure that it would be fine since he had grown quite adept at talking his way out of trouble after years of explaining his racing activities to Megatron.

They had chosen this junkyard as the meeting place because a bright red car wouldn't stick out from the surroundings. And it provided the perfect setting for Bumblebee, Bulkhead, and Optimus to wait since they were Knock Out's back up.

Knock Out was parked in his alt-form, waiting for Megatron to arrive. There were two reasons why he was in his alt-form: in case he needed to make a quick getaway, and because he knew he wouldn't e able to stand still otherwise.

The Decepticon Ground Bridge appeared in front of him, causing his lights to blink on in surprise. He turned them off, thankful that he was in his alt-form and didn't jump in surprise as he knew he would've.

Megatron stepped out of the Ground Bridge, and sneered at Knock Out. "Ready for a quick getaway, Knock Out? Or are you just scared?"

 **Author's note**

' **This is not a test' is a reference to Tobymac, one of my favorite singers. Look him up if you like alternate rock!**

 **Knock Out knew that the Ground Bridge was going to appear any second, but he still jumped because he didn't really want to face what was on the other side. If you knew an evil warlord was coming you would still jump when he showed up, right? I know I would.**


	16. Chapter 16

Chapter sixteen

"I'm not scared, sir, I just don't want to be killed," Knock Out said.

"And so you are ready to run." Megatron laughed. "But don't worry, you're much more useful to me alive than dead."

Knock Out wasn't quite sure what Megatron meant, or how to respond. "I'd certainly prefer to stay alive."

"Just as I thought…" Megatron paused, looking Knock Out over. He nodded as if satisfied by what he saw. "Shockwave tells me that you could not have been spying on us in the forest. While that may be true, it still leaves the questions of why you were there if not to spy, and whose Ground Bridge you escaped through."

* * *

Arcee, Starscream, and Ratchet were listening in on Knock Out's conversation, and even though his story was rehearsed and scripted, it still made the suspicious about how easily he lied to Megatron. Even his improvisation when Megatron cornered him with a question that they hadn't rehearsed- and there were a lot since they hadn't had much time to make up an alibi- seemed like second nature. He was brilliantly living up to his Decepticon status.

Even Starscream was growing increasingly uneasy. If Knock Out decided to play double agent then the consequences could reach farther into the Autobots' operations than this one act of espionage. And he was certain that Arcee would blame him if it went wrong even though it wouldn't be his fault.

When Megatron accepted Knock Out's story and had Soundwave bridge them back to the Nemesis all of the Autobots let out a collective breath that one of them realized that they had been holding. Ratchet sent a Ground Bridge to the Autobots who were in the junkyard.

"Well, it's out of our hands now," Bulkhead said when he returned. "Whatever happens happens. There's nothing we can do about it."

Starscream grunted in agreement. "Knock Out's a better actor than I would've thought."

"Just hope that he's willing and capable of keeping up this charade," Ratchet said.

* * *

The place where Knock Out was supposed to drop off the Intel that he obtained for the Autobots wasn't that far from the junkyard in which he had met Megatron, off a road commonly used for street racing. He would only meet with one of the Autobots if they needed something specific, this significantly reducing the risk of getting caught.

At first, he would only give them non-sensitive information that they could easily have found out themselves so that no one would suspect that he had anything to do with it.

* * *

Arcee had grown rather used to Starscream's presence in the base and no longer threatened him every time their paths crossed, although that may have partially been due to the fact that he was shadowing Optimus most of the time. Optimus hadn't yet objected to this arrangement, but Arcee thought that as soon as circumstances returned to normal- or as close to normal as they ever were, at least- Optimus would assign Starscream his own job. But for now he was free to tag along as much as he wanted, though he was still confined to the base. Arcee wondered when he would get cabin fever.

Starscream wasn't yet suffering from cabin fever, but his wings were starting to ache because he hadn't flown since Megatron shot him down. Though the position of his wings was usually a clue to his mood, he had started shifting them just to use them in some way.

Optimus knew that it wasn't good for a not to be restricted to a limited space for a prolonged period of time, but he had decided to wait a couple more days before he let him out so that the Decepticons' search for him could lose priority. After that he would let Starscream out so that he could stretch his wings and fly again. That would boost everyone's morale, and also test whether or not he would fly away.


	17. Chapter 17

Chapter seventeen

Knock Out already knew one piece of information to give the Autobots – the current location of the Nemesis. He also planned to give them a progress report on the Decepticons' search for Starscream, although they hadn't made much progress at all.

As soon as he downloaded the report – which wasn't that hard since any Decepticon who wanted to access it could – he snuck out to his drop point.

He dropped off the disc before joining the race that was starting on the road beside the drop point.

He had always felt freer when he was racing, and now that he worked for the Autobots he realized that it was because he was away from Megatron's tyranny, at least for the duration of the race. He felt a freedom now that racing had never given him before, because for the first time since the war between the Autobots and the Decepticons started he truly was free, though still technically under Megatron's jurisdiction.

Racing provided him with the perfect escape. Just him, the wind rushing past, and the world around him little more than a blur.

* * *

Knock Out was leading the race by quite a bit; everyone else was trailing several yards behind. He heard the faint wail of a siren far behind him just as he shot over the top of a hill, becoming airborne for several seconds before landing hard, his undercarriage scraping painfully against the asphalt.

"That's the second time in as many days that's happened," he thought as he accelerated, almost maxing out his speedometer and reaching speeds that would put even the best racers to shame. But the police car was still gaining on him. He readjusted his rearview mirrors to see that this wasn't an ordinary police car.

"Scrap, it's Barricade." He grunted, easing on the brakes so he wouldn't lose control by trying to stop too fast. Any other time he wouldn't have stopped – he was certain that he could outrun Barricade – but he didn't want to annoy the Decepticon cop since it was obvious that he was there to get him.

"I didn't think you'd stop." Barricade sneered.

"I thought you'd force me to stop if I didn't do it on my own."

"You are unauthorized to be off base, or participating in this activity," Barricade growled. "But Lord Megatron wants to see you immediately. "

* * *

Knock Out wasn't quite sure what to expect Megatron to say, but he suspected it wasn't good.

"Knock Out, I find it rather odd that you are already sneaking out again after I let you back in." Megatron was once again trying and failing to sound friendly. As if figuring out that he wasn't effectively conveying his point, his tone turned to ice. "I've been suspicious of you since Starscream left. Now I have proof that you are not as loyal as you say you are."

"Proof, sir? For what? I haven't done anything wrong." Knock Out had a feeling that he wouldn't e able to talk his way out of whatever evidence Megatron had.

"You're a good liar, Knock Out." Barricade stared smugly at Knock Out. "But unfortunately that will not be able to save you. I saw you drop off a disc- presumably containing Decepticon secrets- which was later picked up by an Autobot. That's treason, Knock Out. A capital offense."

"And you will be an example of what happens when you betray me." Megatron smirked. "Barricade, you know what to do."

* * *

Another day, another alarm. Arcee blamed Starscream again. Optimus sighed. "This alarm isn't his fault either, Arcee."

"it's a Decepticon distress signal again," Ratchet said. "From Knock Out."

"I'm getting déjà vu," Bulkhead grunted. "We've had this same situation before, haven't we?"

"It's a trap," Arcee growled. "He's still a Decepticon."

"Arcee, please stop thinking that everything's a trap." Optimus shook his head. "He could actually be in trouble. Bulkhead, Bumblebee, Ratchet, Starscream, come with me. We're saving Knock Out. Arcee, you're in charge of base operations. You'll only get us in trouble if you come."

 **Author's note**

 **And bayverse Barricade has made an appearance! He wasn't originally meant to be in this story, but, as usual, it took a life of its own and he showed up without my knowledge. It works, though, because Knock Out is a street racer and Barricade is a police car.**


	18. Chapter 18

Chapter eighteen

Knock Out was suspended upside down, hanging by his feet with his hands cuffed behind his back. It was a very undignified position, and most of the Vehicons who were lined up under Megatron's orders were trying not to laugh.

Megatron was pacing around him, like a hunter examining the day's bounty. He stopped in front of Knock Out's face, laughing evilly. Knock Out tried to twist away, but Megatron grabbed his head and pulled him up so he was staring straight into Megatron's optics. He narrowed his optics, but didn't blink.

Megatron growled and let go of Knock Out's head, sending him swinging like a pendulum.

Barricade snickered. "You should have thought of this before you betrayed us. You aren't he type of bot that's suited to be a spy."

"I'll do the talking, Barricade," Megatron growled, then addressed Knock Out again. "Tell me what you gave the Autobots, and maybe your death won't be as painful."

Knock Out realized that it was useless to deny it anymore, so he grudgingly said, "nothing they didn't already know."

* * *

The Autobots landed in a virtually empty hallway. Starscream looked around and groaned. "Something's happening; this corridor always has a guard."

"Nothing good for Knock Out, I'd have to say," Bulkhead grunted.

"Where would Megatron be most likely to hold a public execution, Starscream?" Optimus asked.

Starscream shuddered. He hadn't considered that this was a worst case scenario, but if Knock Out could have gotten out on his own he wouldn't have called them. "The control room. This way." He led the way down one of the adjoining corridors. "I see why you didn't want Arcee on this mission, Optimus. She never would've followed."

* * *

"So you will admit it." Megatron smirked.

"You were going to kill me anyway," Knock Out growled.

"Now that you know you are going to die you finally find your courage."

"I need to go out with some sort of dignity."

"Dignity, Knock Out? You're upside down, waiting to be punished for treason. There is no dignity in either."

"I'm sure that you think that I'm getting what I deserve."

"I assure you that you are."

"I always thought that I would go down for racing, not spying."

"Stalling will only prolong your agony, Knock Out."

* * *

Starscream crept behind the ranks of Vehicons, finally on a mission again. He was still top priority to the Decepticons, and would easily be able to draw their fire while the Autobots freed Knock Out. The only question was how he would get their attention, since that had been left up to him. There was the obvious option of simply firing one of his missiles into the assembled Vehicons, but that was a bit cliché, not that it really mattered. While he was contemplating his options, he tripped on a discarded Energon-based weapon, which one of the Vehicons had lost in his haste to join his comrades.

Both Starscream and the gun clattered to the ground, immediately drawing everyone's attention to him. It was an embarrassing yet effective way of being a distraction.

Starscream instinctively crouched low to the ground as the Vehicons' weapons burst to life, their rounds bursting around him. He still had the Vehicon gun he had tripped on, and he quickly pointed it into the front lines of Vehicons before opening fire. He had managed to shoot down over a dozen Vehicons before Megatron landed in front of him, one foot on the gun, forcing Starscream to release his grip on it, or risk getting his hands caught between the gun and the metal floor. His systems were already in overdrive from the firefight, so he was more than ready for the inevitable fight to come.

* * *

Knock Out was surprised to see that Starscream was the cause of the noise that had thrown the entire room into chaos. Someone cut his hands loose, but didn't get the chance to cut him all the way down before being overrun by the Vehicons who no longer had a target since Megatron challenged Starscream.

Knock Out took advantage of the situation, swinging himself back and forth until he had the momentum of a living wrecking ball, shooting or knocking over any Vehicon who got too close.

* * *

Megatron was bigger and stronger than Starscream, but wasn't as agile, especially when he was as mad as he was now. Starscream easily ducked under Megatron's first attack, twisting around to avoid all of Megatron's following attacks like some sort of evil dance. But he couldn't dodge forever; he had to go on the offensive eventually.

Megatron finally managed to land a hit on Starscream, severing his wingtip clean off. Starscream yelped in pain, but instead of backing off like Megatron expected him to, he leapt forward, fingers as sharp as claws raking across Megatron's face. Megatron roared and lashed out blindly at Starscream, one hand held across his face to stop the Energon flow.

Starscream sidestepped Megatron's wildly swinging blade and jumped up, turning to his alt-form in mid-air. He flew up to the ceiling before flipping into a steep descent, sending both of his missiles straight at Megatron before pulling up. He landed a safe distance away, and turned back to his regular form.

The explosion of the two missiles was spectacular, and nothing short of an inferno. But the long tongues of fire that shot high into the air were gone as fast as they had come, leaving only tiny flames dancing on the darkened floor. Dark smoke swirled like a lost ghost, the sound of the explosion still echoing through the room. But Megatron was still alive.

* * *

An explosion in the back of the room shocked everyone to a standstill, weapons frozen in mid-attack. It was obvious that Megatron was the target, but he was still standing there like nothing had happened.

To Knock Out, Megatron seemed to be hanging from the ceiling, smoke billowing around him, and flames encircling him, licking at his feet and off his chest. It was a rather creepy scene, and Knock Out shuddered, a comparison that he really didn't want to think about popping into his processor.

Megatron roared, a sound so full of anger and hate that it made Knock Out shudder again, his Energon running cold in his circuitry.

 **Author's note**

 **Since I have finally reached the climax/fight scene of this story, this chapter was a bit longer, and so will the next one.**


	19. Chapter 19

Chapter nineteen

Megatron advanced on Starscream, who was having a hard time believing that Megatron was still alive. He realized that if his missiles didn't work, then there was little else that he could do to stop Megatron. He turned to his alt-form and flew down the nearest corridor, Megatron close behind and shooting at him, miraculously missing he every time.

Minutes later, one of the hangar doors blew open, and Starscream shot out, Megatron seconds behind. He banked hard to the right, angling up, resulting in a sharp 180° turn that brought him back above Megatron. He dived, shooting at Megatron until he was underneath the warlord. Both bots angled towards each other, resulting in a mid-air collision that sent them hurtling back towards the ground.

Starscream's fuselage folded in on itself, the screech if metal on metal as agonizing as it sounded. He could no longer concentrate on anything, and his missing wingtip sent him spinning off balance, his descent a fast, tight spiral. When he hit the ground, his already bent fuselage drilled into it because of his spiraling descent, leaving him sticking straight up into the air. Megatron landed on top of him with a sickening thud, snapping his tailfin off again. Unfortunately, Megatron was not as injured as Starscream.

* * *

Megatron turned back to his regular form, and laughed when he saw Starscream's broken form sticking out of the ground. "Looks like you lose, Starscream." Megatron paused, then stepped forward and pounded on Starscream's cockpit. "Wake up, traitor; I want you conscious when I kill you."

Starscream groaned as his systems rebooted. It wasn't until his systems were fully online that a wave of pain hit him. He stifled a scream; he refused to show that he was as injured as he looked. "I'm down, Megatron. Isn't that enough?" he whimpered.

* * *

Megatron laughed. "Just down, Starscream?" He kicked Starscream over, and leaned forward so he was face to cockpit with the smaller bot. "Down is not enough. I want you dead!" He drew his blade back to finish Starscream off once and for all.

"Megatron, be gone!" Optimus' fist made contact with Megatron's face as he looked up to see where his face was coming from. They rolled for several feet, attacks flying. When they stopped, Optimus was on top.

Megatron growled. "Get off of me, Prime! You always show up at just the wrong time!"

"It looks like just the right time to me," Starscream grunted.

Optimus and Megatron turned to look at Starscream, who had turned back to his regular form. Megatron sneered, kicking Optimus off. "No one cares what it looks like to you."

"Really?" Starscream shot at Megatron, hitting him in the head and chest. "Because from where I stand it looks like you're getting shot in the head." His vision blurred as his systems started to power down again, but he kept shooting at Megatron until everything went completely black.

* * *

Megatron started to laugh, bit was interrupted by Optimus slamming into him from behind, his sword piercing Megatron's armour straight through the chest, an attack that should have killed him instantly.

Megatron snickered. "Dark Energon flows through my circuitry, Prime. You cannot kill me."

The distant throbbing of powerful engines grew steadily louder; the other Autobots were coming.

Megatron looked up and growled. "This isn't over yet, Prime. I'll be back!" He turned into his alt-form and flew away.

* * *

Bumblebee, Bulkhead, Ratchet, and Knock Out rolled up to Optimus and Starscream, all injured in one way or another. Everyone had been hit more than once by the Decepticons' guns, and Knock Out was limping even in his alt-form. His rear axle was snapped in half.

Ratchet returned to his regular form and leaned down to examine Starscream's injuries. "He's alive, but he won't last long if we don't et him back to base."

"And the comms aren't working," Bulkhead grunted, "or Arcee isn't picking up."

Optimus sighed before talking into his comm link. "Arce, if you can hear me, send an emergency Ground Bridge." Nothing but static. "Arcee!"

"If she doesn't pick up, we'll loose a not before he's even officially on our side!" Bulkhead kicked at a rock, sending it flying several yards.

Knock Out's engine stalled- he was the only not still in his alt-form. He was clearly distressed about something more than Starscream's injuries or his own ruined paint job. "This is all my fault…"

The Autobots stared at him blankly, trying to figure out why he thought that. "Where did you get that crazy idea?" Bulkhead started to say, but Knock Out was already backing away.

* * *

Knock Out drove as fast as he could, going faster than he ever had before. He could hear Optimus behind him, trying to catch up, but he didn't slow down.

"Knock Out, slow down, I just want to talk!" Optimus' voice startled Knock Out so much that his brakes locked up, causing him to flip over, landing on his roof. He revved his engine but didn't try to right himself.

Optimus reached him and turned back to his regular form, leaning down to help Knock Out right himself.

Knock Out revved his engine again- this time if was a warning. "Don't touch me" He choked on his words, resulting in a half warning, half pleading voice.

"Why are you blaming yourself, Knock Out? If anyone's responsible for this situation, it's Megatron."

Knock Out didn't answer, but he turned his engine off. He was listening, at least.

Optimus paused, looking at Knock Out's undercarriage. He looked like he had come from a junkyard, and there was Energon splattered all over him. "You look horrible." Optimus knew that this would get a reaction.

* * *

"I don't care." Knock Out's voice still sounded strangled.

"I'm kind of surprised that you're the one saying that," Optimus said.

"Appearances don't matter." Knock Out had turned back to his regular form, and was on his back, staring up at Optimus. "I've learned that much."

"But you haven't learned that this situation is not your fault."

"I haven't learned it because it isn't true. You know that, you're just trying to make me feel better."

"No, I don't know that. No one could have for seen this result, and even if they had there's nothing they could've done to stop it."

"I don't believe you."

Optimus sighed. "You're as stubborn as Arcee."

Knock Out flinched. He didn't like that comparison. Arcee hated all Decepticons, regardless of whether they wanted to switch sides. "If what you say is true, then why do I feel so horrible?"

"It's probably the broken axle."

Optimus' comm link crackled to life. "Optimus, the comms are working again. Arcee's bridging us back to base. Where are you?" Bulkhead's voice was barely coherent over the static in the comms.

* * *

Megatron paced in the burning wreckage of the Nemesis, limping due to one of the places Starscream had shot him. "I will destroy the Autobots and those two treasonous fools with them!" he shouted at no one in particular. "This is far from the end, Optimus Prime. Soon you will regret ever opposing me, and you and your precious Autobot team will be obliterated! " He started to laugh, loving Tue prospect of annihilating his sworn enemies. "In the end, I shall be the victor."


	20. Chapter 20

Chapter twenty

Starscream groaned as his vision slowly refocused. The Autobots were all gathered around, anxious looks on their faces- except Arcee. "The 'Con's still alive," she grunted, but didn't sound quite as grumpy as usual. Maybe she was finally satisfied that he truly was on their side.

Knock Out smiled. He had the Autobot symbol engraved on his chest now; he had officially switched sides. "Hey, Starscream, you missed it. We won!"

Bulkhead laughed. "Yeah, Megatron finally learned the real meaning of retreat!"

"They'll be back, though," Arcee grunted.

"Pessimist," Bulkhead grumbled.

But one of the first things that Starscream noticed was Knock Out's paint job. The normally meticulously polished red was now dull and scratched, completely gone in some places. "What happened to your paint, Knock Out?"

"Decepticons," was all Knock Out offered by way of explanation. "Are you okay, Starscream? You took quite a beating out there."

"I'm fine." Starscream was aching from head to toe, but he was alive, and that was all that mattered to him. "Thank you, everyone. You saved my life."

"Don't thank me, Starscream, I didn't do anything." Knock Out shifted uncomfortably, looking up at the Autobots. "In fact, I should be thanking everyone. You guys saved my life, more than once." He looked down at his feet. "Especially you, Starscream. You risked your life for mine, and almost died for it… I didn't deserve that…"

Starscream grunted. "Every sentient being deserves a second chance, Knock Out. And it looks like you've used yours well." He motioned at the Autobot symbol on Knock Out's chest.

Knock Out looked down at the symbol and smiled. "I think we both have."

"They sound like Optimus," Arcee mused. Everyone laughed.

"Starscream's practically been his shadow since he arrived on base, it's no wonder that they sound alike!" Bulkhead chuckled, slapping the two bots closest to him on the back. Those bots just happened to be Arcee and Knock Out, and he nearly pushed Knock Out over because he wasn't used to having that happen.

Starscream pushed himself up into a sitting position. "Looks like we're going to have a few things to get used to, Knock Out."

Knock Out chuckled. "Hey, stop it. You two are reminding me of Breakdown…"

"You really cared, didn't you? You seemed unaffected when it happened…"

"Yeah, I cared, but Decepticons aren't supposed to, so I acted like I didn't either."

"Well, you two are with us now. You're not Decepticons anymore," Bulkhead said.

"I'm not going back, either," Knock Out and Starscream chorused.

"Neither of you will have to," Optimus said.

"And from what you all told me," Arcee added, "the Decepticons will take some time to regroup. Even I have to admit that they won't be back for a while."

Everyone cheered, and Bulkhead picked up Knock Out in a crushing bear hug.

"Now you're really reminding me of Breakdown…" Knock Out groaned from somewhere inside of Bulkhead's embrace.

"I think he's hugging you because he doesn't want to hug me," Arcee grunted, and Bulkhead promptly pulled her into the hug. "Or maybe he just wants someone to squeeze…" She laughed.

The tension that had hung over the base lifted, giving way to something that was not often round there. Peace, if only for a short time.

 **Author's note**

 **The end, for now!**

 **I'd like to thank my mom for being my beta reader/editor, and everyone who read/favorited/followed this story!**

 **Thanks for reading, and I hope you enjoyed reading this as much as I did writing it!**

 **The next installation is called In plain view, and I will post it as soon as my mom finishes editing it.**

 **Edit: please do not follow this story, since it is finished. In plain view will be uploaded as a separate story. Thank you!**


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